


Xandar Assault

by Daxtreme



Category: Captain Marvel (2019), Marvel Cinematic Universe, The Avengers (Marvel Movies)
Genre: Action, Alien Invasion, Awesome Carol Danvers, BAMF Carol Danvers, Gen, Infinity Gauntlet, Infinity Gems, Power Stone (Marvel), Pre-Avengers: Infinity War Part 1 (Movie), Screenplay/Script Format, Xandar
Language: English
Status: Completed
Published: 2019-05-23
Updated: 2019-06-13
Packaged: 2020-03-09 05:26:44
Rating: Teen And Up Audiences
Warnings: No Archive Warnings Apply
Chapters: 8
Words: 7,032
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/18910477
Author URL: https://archiveofourown.org/users/Daxtreme/pseuds/Daxtreme
Summary: What if Captain Marvel was there when Thanos invaded Xandar before the events of Avengers: Infinity War?  | COMPLETED





	1. Story Context and Cast List

**Author's Note:**

  * For [CallToMuster](https://archiveofourown.org/users/CallToMuster/gifts).



> Updated weekly until the end!

**Summary for the Chapter:**

> Context for this story:
> 
> The year is Earth-2017. (Just before Avengers: Infinity War)
> 
> A few years ago, the Guardians of the Galaxy saved Xandar from Ronan and gave the Power Stone to the Nova Corps (government of the planet) for safekeeping. Since then, the planet has enjoyed quite a few years of peace.
> 
> In present day, Thanos the Mad Titan moves to claim the 6 infinity stones for himself... his first location -- Xandar, and the Power Stone.

**CAST INFORMATION**

 

You know who he is.

 

 

**Played by Josh Brolin, Thanos is coming for the stone.**

But someone on the planet was there by pure chance. She has no intention of letting Thanos do whatever he wants...

**Brie Larson as Carol Danvers/Captain Marvel** stands between Thanos and the Stone.

And she's not alone...

The Nova Corps leaders are joining the fray.

But while Carol has allies, so does Thanos.

The Black Order also join him, with an unexpected 5th member to be revealed in the story.

 

Happy reading!


	2. How to read a Screenplay (SKIP IF YOU WANT)

 

This story is in the form of a screenplay because I love writing screenplays. It has been formatted for this website, for better readability (mainly for mobile users).

 ** If you are already familiar with how screenplays are read, feel free to skip this chapter. **

**To be honest, it's not complicated at all and it takes just a few minutes to get the hang of it.**

**\--------------------------**

So, basically, a screenplay is a story... written for the screen! Wow. However, it must adhere to a set of rules.

In screenplays, character descriptions, action descriptions, and scene descriptions are reduced to a minimum. Simply put, every standard page of a script should result in around ~1 minute of screentime. Thus, if you over-detail everything, that standard will not be held. You also don't want to do a director's job, or a production designer's job, or even an actor's job, so cues, especially camera cues, should be absent from a script. Screenwriters put the emphasis on story above everything else, that means they focus on action, dialogue, and characters.

In screenplays, you never write what a character is thinking, except for narrated parts. You focus on what the reader (viewer in that case) can SEE.

Now, the important part...

**How does one read a screenplay?**

The answer: pretty much like a play, which is incredibly intuitive to read. A screenplay opens up each scene by stating its nature, INT (Interior) vs EXT (Exterior), Day vs Night, as well as its location. Then eventually you get to a different scene, which will be introduced as well in the same manner. Example:

** INT. TUXEDO SHOP - DAY **

Action reads pretty much like any novel lines, except it's written in a very direct way (present tense action verbs, mainly). No omniscient character and his/her thoughts, no poetry, just things happening.

Then there is dialogue. A character's name is centered on the page, and his/her lines of dialogue directly below it. So that mobile users could actually read the story, I had to change how the dialogue was formatted slightly.

Example of how it looks on AO3:

 **PHIL COULSON**  
_(smirks at her)_  
Believe it or not, he puts everything up to a vote.

**Scene Length:**

Basically I tried to group together scenes that are related in some way or another in their own page so that individual chapters are not too long.

I recommend reducing the width of your browser tab for better readability on PC screens (although it's definitely readable even if you don't do it).

 

**Index of Screenplay-related terms you might encounter during your reading**

O.S. --> "Off-Screen", a character speaking that others can hear, is probably close to them in fact, but the camera can't see.

V.O. --> "Voice-over", a character speaking that only the reader can hear. Often, the character isn't even physically present in the scene the camera sees.

INT --> "Interior" scene

EXT --> "Exterior" scene

P.O.V. --> "Point of view" Scene is being shown from the point of view of a specific character.

CONT'D --> Means the character's dialogue continues from where he/she left off.

\--------------

Happy reading!


	3. Chance

**Notes for the Chapter:**

> May 23th: Updated formatting for mobile, now it looks flawless!
> 
> Pro Tip: On PC screens, reduce the width of your browser for best results!

**Sc. 1 - EXT. SPACE**

Thanos' ship SANCTUARY II floats in space.

**Sc. 2 - INT. THANOS WARSHIP "SANCTUARY II" - NIGHT**

THANOS sits on his throne, surrounded by his lieutenants, the Black Order, comprised of EBONY MAW (or THE MAW), PROXIMA MIDNIGHT, CORVUS GLAIVE, CULL OBSIDIAN, and GLOOM TRAIL, the latter being an odd mix between a bird and a dog, with dark feathers flowing over its body.   
  


 **EBONY MAW**  
Our readings haven't changed, oh mighty Thanos. The stone is still on Xandar, and has been there since Ronan's defeat.  
  


 **THANOS**  
Ronan... I would have enjoyed killing him myself.  
  


Thanos stands up and strolls toward the ship's aperture, the emptiness of space reflecting his gaze.  
  


 **THANOS**  (CONT'D)  
It matters not. Set course for Xandar. All of our ships. The days of instructing others to do my bidding are over.  
  


**Sc. 3 - EXT. SPACE**

The Planet XANDAR lies surprisingly close to its sun.

A few ships fly around, going in, going out.

Then a small shooting star appears next to the planet, in the distance.

The shooting star becomes brighter and brighter, closer and closer, until...

**Sc. 4 - EXT. XANDAR ATMOSPHERE - DAY**

... It is revealed the shooting star is CAROL DANVERS, in full Captain Marvel attire, who flies through the atmosphere of the planet. She sports long, straight hair.

The young woman stops and hovers over the capital of the Nova Empire, observes the city.

She ponders over the sight -- everything normal -- a bit surprised.

A small drone-like object rushes to her position, and scans her.

After the scan, a sensor reads an alert message in alternating fashion.

_\- ALERT -_

_\- LEVEL 5 -_

**Sc. 5 - INT. NOVA CORPS HEADQUARTERS - DAY**

Many lieutenants and officials of the Nova Corps rush into the military briefing room.  
  


 **NOVA PRIME**  
From outer space?  
  


NOVA PRIME inspects a hologram recording of Carol Danvers in the sky, along with various XANDARIAN COMMANDERS, including DENARIAN DEY.  
  


 **DENARIAN DEY**  
According to the scan, what we have here is a Kree operative named Vers, who served under Ronan.  
  


 **NOVA PRIME**  
But these are not the colors of the Kree.  
  


 **DENARIAN DEY**  
Her biological signature also isn't Kree. It's all over the place. Like I said, she flew in from outer space.  
  


Nova Prime wrinkles her eyebrow at him.  
  


 **DENARIAN DEY**  (CONT'D)  
None of this makes any sense.  
  


 **NOVA PRIME**  
Send a small detachment. Stay on high alert.  
  


**Sc. 6 - EXT. NOVA CORPS HEADQUARTERS - DAY**

On the ground, the station bursts with reactive measures.

A hangar opens and a squad of NOVA CORPS SHIPS head to Carol's position.

The ships target Carol with their yellow targeting lights.  
  


 **COMMANDER PARL**  
Freeze, Kree!  
  


 **CAROL DANVERS**  
_(sighs)_  
Really?  
  


**Sc. 7 - INT. NOVA CORPS HEADQUARTERS - DAY**

The door opens and Carol Danvers enters, escorted by a few Nova Guards.

The commanders watch as she is brought to their position.  
  


 **NOVA PRIME**  
How come she's not restrained?  
  


 **COMMANDER PARL**  
None of our restraints worked on her, ma'am.  
  


Carol smirks at that.  
  


 **NOVA PRIME**  
And you still brought her here?  
  


 **COMMANDER PARL**  
She said if she wanted us dead, we'd all be.  
  


A bit surprised, Nova Prime nonetheless addresses Carol.  
  


 **NOVA PRIME**  
Well then, speak.  
  


 **CAROL DANVERS**  
I received a distress signal, looked pretty desperate. Came here to help. Now that I'm here, not sure what's going on.  
  


Nova Prime and Denarian Dey exchange confused glances.  
  


 **NOVA PRIME**  
Distress signal?  
  


Carol reads from a recording in her arm's suit. The voice belongs to the previous Denarian, SAAL.  
  


 **DENARIAN SAAL**  (V.O.)  
_(from recording)_  
Xandar under attack. Calling for any allies of the Nova Empire.  
  


 **DENARIAN DEY**  
Oh. That. Right...  
_(a beat)_  
That, uh, happened four years ago.  
  


 **CAROL DANVERS**  
What?  
  


She inspects something in her arm for a few seconds, then lifts her head as if remembering something.  
  


 **CAROL DANVERS**  (CONT'D)  
Oh wait, my bad.  
_(points to her suit)_  
I forgot to calibrate it properly last time.  
  


She gently taps her arm and smiles.  
  


 **CAROL DANVERS**  (CONT'D)  
Should have double-checked it.  
  


Nova Prime stares at her in disbelief.  
  


 **NOVA PRIME**  
Is that it? You trespass on our planet without warning, trigger all our alert systems assembling all our high command for an emergency meeting, all for... this?  
  


 **CAROL DANVERS**  
Do you have any idea how far I travelled to come here? The Milky Way isn't exactly next door.  
  


 **DENARIAN DEY**  
Technically, in galaxy speaking terms, it is the one next door to us.  
  


 **CAROL DANVERS**  
Thanks, smart-ass. I'd like to see you travel that far.  
_(to Nova Prime)_  
So what was that signal for anyway?  
  


Nova Prime hesitates for a second.  
  


 **NOVA PRIME**  
Years ago, a Kree fanatic, Ronan, invaded our planet, armed with a powerful stone. He seemed unstoppable.  
  


 **CAROL DANVERS**  
Ronan?! So that's what he was up to...  
  


Nova Prime sizes Carol up, exasperated.  
  


 **NOVA PRIME**  
Excuse me?  
  


Carol sends Nova Prime a confused look.  
  


 **DENARIAN DEY**  
We have Ronan on file here as your superior.  
  


 **CAROL DANVERS**  
My superi -- ?  
  


 **NOVA PRIME**  
Answer me -- Do you work for Ronan?  
  


 **CAROL DANVERS**  
Of course not. He almost nuked my home planet. Your database is decades late.  
  


 **DENARIAN DEY**  
What should I update it with then?  
_(speaks as he types)_  
"Vers. Thinks she's intergalactic police force... tends to arrive late?"  
  


 **CAROL DANVERS**  
_(sighs)_  
Vers was my Kree name. I'm not even Kree. I rebelled against them a long time ago, destroying most of Ronan's ships in the process. Look, I'll go after him, he won't invade you ever again. Happy?  
  


 **NOVA PRIME**  
Thank you for your concern, but Ronan was destroyed.  
  


 **CAROL DANVERS**  
Really? Wow. Who did that?  
  


 **DENARIAN DEY**  
We call them the Guardians. They used Ronan's stone against him, I think. Yeah, they're quite awesome. I mean, for criminals.  
  


Carol, surprised, looks in alternating fashion between Nova Prime and Denarian Dey.  
  


 **NOVA PRIME**  
Don't say it --  
  


Carol crosses her arms.  
  


 **CAROL DANVERS**  
So you were saved by a bunch of criminals.  
  


Denarian Dey nods, reflecting...  
  


 **DENARIAN DEY**  
Yeah.  
  


 

**Notes for the Chapter:**

> Next up around next week... Thanos arrives. Oh yes.
> 
>  **Note on Gloom Trail** (5th member of the Black Order)
> 
> As a half-dog, half-bird hybrid, this is what it would look like, except with dark feathers:
> 
> Cute, isn't it? 
> 
> And finally, please consider pushing the Kudos button if you enjoy the story so far :)


	4. Memories

**Notes for the Chapter:**

> Pro Tip: On PC screens, reduce the width of your browser for best results!

**Sc. 8 - EXT. RENTED APARTMENT - NIGHT**

Later that evening, Carol takes in the view of Xandar's capital city from her apartment's balcony.

Flying vehicles make up most of the air traffic, spliced with the occasional Nova Corps yellow patrol ship.

The sprawling, modern city still leaves lots of room for gardens and vegetation in general, lit from all directions by various sources.

A visually striking contrast in the night.

She glances down. A XANDARIAN COUPLE strolls below, both smiling. They seem so careless and in the moment.

Carol takes a long breath in, breath out, then she slides open the door toward the interior and goes inside.

**Sc. 8 - INT. RENTED APARTMENT - NIGHT**

She strolls in and sits at the "bar" in the apartment.

An empty bar, surrounded by empty grey counters and an empty kitchen.  
  


 **CAROL DANVERS**  
_(scoffs)_  
The Guardians...  
  


She opens a small metallic and circular lamp, and then plays with it. Its light moves in circular fashion around the room.

Carol ponders for a short while.

She reaches for the forearm buttons on her suit, taps a few commands.

Then *wooosh*, a hologram of MARIA RAMBEAU and Carol herself appears.  
  


 **MARIA RAMBEAU**  
_(on recording)_  
You don't remember anything?  
  


 **CAROL DANVERS**  
_(on recording)_  
I can see flashes, little moments. But I can't tell what's real. If I can just piece together what happened that morning, maybe it'll make sense.  
  


She presses on a few buttons and a new recording replaces it.

This time, it's TALOS the Skrull. He speaks with a recording of Carol.  
  


 **TALOS**  
_(on recording)_  
Carol, this is war. My hands are filthy from it too. But we're here now. You found my family. This is just the beginning. There are thousands of us separated from each other, scattered throughout the galaxy.  
  


She frowns, ponders over that, then she dials to another recording. She brings it closer to her face and it fills her view.  
  


BEGIN FLASHBACK:

**Sc. 9 - EXT. ALIEN PLANET - DAY - (FLASHBACK)**

An alien planet appears, the surface of which is a mix of orange, beige, and red. Looks like a desert environment.

A desert environment ravaged by war.

Dilapidated ships, military equipment, and corpses lay all around the place.

Carol hustles around the place, glances in every direction, disappointed.  
  


 **CAROL DANVERS**  
Too late...  
  


She wanders around.

Then she hears a faint noise nearby. Comes from near a rock.

She lifts the rock and under it, in a sand pocket, hides SHEENA, a young Aakon girl. She recoils, frightened.  
  


 **CAROL DANVERS**  (CONT'D)  
Hey there. Don't worry, I'm here to help.  
  


Carol smiles softly.  
  


 **CAROL DANVERS**  (CONT'D)  
What's your name?  
  


 **SHEENA**  
Sheena.  
  


 **CAROL DANVERS**  
Come on. Let's get you out of here.  
  


The yellow-skinned girl shambles out. She glances around.  
  


 **SHEENA**  
Are you with my parents?  
  


Carol takes Sheena's hand then stands up.  
  


 **CAROL DANVERS**  
Hey, I'm sure they're around. Wanna find them?  
  


END FLASHBACK

**Sc. 10 - INT. RENTED APARTMENT - NIGHT**

Carol's forearm suit electronics turn off. The recording stops.

She rolls up her sleeve and inspects her real arm.

It glows faintly.

She closes her fist and the light grows into a swirling flame.

Then she makes it stop.

With nothing to do, she contemplates the absolute silence and void in the place.

Finally, she begins the process of removing her suit.

**Sc. 11 - EXT. XANDAR/PUBLIC PARK - DAY**

The next day, Carol Danvers, in casual clothes, strolls around the gardens, takes in the beautiful decor mingling with weirdly-shaped high rises in the background.

She looks up at the clear blue sky.

Then she spots someone in the distance, heads that way.

She eventually reaches a bench, where an elderly Aakon male named DEROON rests.

He holds small, seed-like food in his yellow hands, which he attracts various wildlife with.  
  


 **CAROL DANVERS**  
I've been looking for you all day. Heard you're rather popular with the animals?  
  


He turns in surprise and exclaims himself in an old, failing voice.  
  


 **DEROON**  
Wh... My, my, Carol! It's you, the earthling! How incredible.  
  


He attempts to lumber up from his bench, but she stops him.  
  


 **CAROL DANVERS**  
It's okay, I'm just gonna sit here.  
  


She eases onto the bench.  
  


 **DEROON**  
Look at you! You humans are incredible. Twenty years, and now I can barely stand.  
  


Carol smiles.  
  


 **CAROL DANVERS**  
There's more to it than that.  
_(a beat)_  
So, how's retirement here?  
  


 **DEROON**  
Ha! I'm more of a refugee than a retiree, as you well know,  
_(chuckles)_  
but it all works out.  
  


 **CAROL DANVERS**  
Everyone should have a chance to retire from war, not just the soldiers.  
  


 **DEROON**  
And I did. And I did... Sadly, I didn't know war would come to be on my doorstep again.  
  


 **CAROL DANVERS**  
That's the first thing I thought when I got the distress call. Sorry I'm late.  
  


 **DEROON**  
Carol, the Kree... they're not coming back. It's safe now.  
  


She grabs a seed then throws it at a small bird but it flees when the seed lands.  
  


Her gaze shifts to the ground.  
  


 **CAROL DANVERS**  
I spent so many years undoing the atrocities of my past. I killed people, you know? I'm not proud of it. It wasn't me, the real me, but at the same time... it kinda was?  
  


 **DEROON**  
My people have a saying, "All it takes is one person willing to stand up to tyranny".  
_(he smiles at her)_  
And you did. That's all that matters now.  
  


**Sc. 12 - EXT. SPACE/ XANDAR**

The SANCTUARY II arrives just outside Xandar's atmosphere.

It is soon joined by two other, smaller ships.

**Sc. 13 - INT. THANOS WARSHIP "SANCTUARY II" - DAY**

Thanos, in full armor, inspects the lush planet, flanked by his most trusted followers.  
  


 **THANOS**  
Xandar... finally.  
_(He raises his gauntlet)_  
And now, it begins.  
  


**Sc. 14 - INT. NOVA CORPS HEADQUARTERS - DAY  
  
**

**COMMANDER PARL**  
We've got incoming. Three new ships just arrived. Unregistered to the network. Let's hope they're friendly.  
  


 **DENARIAN DEY**  
When has that ever been the case?  
  


Nova Prime and Denarian Dey inch closer to the holographic platform showcasing the SANCTUARY II and its ships.  
  


 **NOVA PRIME**  
Is that --  
  


 **DENARIAN DEY**  
That's Thanos' ship. And it's already firing something.  
  


They realize the dreadful situation they are in.

Nova Prime's face turns white.  
  


 **NOVA PRIME**  
This can't be.  
  


**Sc. 15 - EXT. XANDAR PUBLIC PARK - DAY**

The conversation between Carol and Deroon continues.  
  


 **DEROON**  
My my, it reminds me, I never had the chance to properly thank you for saving us, my daughter and I. It all happened so fast... But I will never forget that day. Thank you.  
  


 **CAROL DANVERS**  
You got to live your lives in peace, and quiet. That's more than enough for me.  
  


In the distance, a DARK SHAPE dives through the sky.  
  


 **CAROL DANVERS**  (CONT'D)  
So where's Sheena now?  
  


 **DEROON**  
She spread her wings!  
_(chuckles)_  
She doesn't need her old man anymore. She left Xandar last year.  
  


Carol lowers her head, pensive.

In the sky, one dark shape becomes two, then three. The sky fills up with many of them.  
  


 **CAROL DANVERS**  
Seeing you here, people like you who have a home now, at least I know it wasn't for nothing. It's actually what kept me going. And now, I feel this... responsibilit --  
  


Suddenly, the park becomes incredibly dark. Birds flock away.

It's like the densest clouds moved over the sun.

Carol looks around at the empty park, puzzled, and then she lifts her head...

... Exactly as a HUGE CARRIER SHIP crashes over both of them.

**Notes for the Chapter:**

> Next week, Xandarians have quite a problem to face.
> 
>  
> 
> **Note on Sheena and Deroon, who are Aakons.**
> 
>  
> 
> Aakons look like this:  
>   
>   
> And finally,  
>   
>   
>   
> Please consider commenting if you like the story so far!


	5. Scream

**Notes for the Chapter:**

> Pro Tip: On PC screens, reduce the width of your browser for best results!

**Sc. 17 - EXT.  XANDAR CAPITAL CITY - DAY**

Infantry carriers sent by Thanos descend upon the capital city, crushing buildings and structures alike.

As soon as they land, the flood gates open.

Thousands of OUTRIDERS pour out, a mindless and deadly species of aliens with 6 arms.

Their masses spread through the beautiful Xandarian landscape like a disease.

In the skies above the city, hundreds of dark war ships also approach the city from the sky. Thanos' air force is here.

**Sc. 18 - INT.  NOVA CORPS HEADQUARTERS - DAY  
**

 

 **DENARIAN DEY**  
Any transmission from Thanos?  
  


 **COMMANDER PARL**  
We haven't received anything sir.  
  


Denarian Dey lifts his communications apparel. He awaits Nova Prime's orders.  
  


 **NOVA PRIME**  
If it's all-out war he wants, we'll give him exactly that.  
_(a beat)_  
Send out the full force of the Nova Corps.  
  


**Sc. 19 - EXT.  XANDAR PUBLIC PARK - DAY**

Outriders swarm out of the massive ship that crashed in the park.

Trashing and screeching.

Then an explosion tears a hole through the ship.

Carol Danvers comes out, faces the feral aliens.

She glances behind, at the ship.

Under the ship.

Then it dawns on her.   
  


 **CAROL DANVERS**  
No... no-no-no-no!  
  


She blasts herself an entrance under the ship.

She goes in and ravages through it. Metallic parts fly in all directions. Outriders engage her but she whacks them away effortlessly.

Eventually she's so far under and surrounded by debris, the outriders cannot reach her.

She lifts the outer, bottom part of the ship, throws parts of it away, and that's where it lies -- DEROON'S BODY.   
  


 **CAROL DANVERS**  (CONT'D)  
No...  
  


She clears more wreckage, crouches, and inspects the wrangled body. She can make out his face, his right hand, but not much else.

She picks up his hand, miraculously untouched, and checks his pulse -- nothing, as expected.

Tears well up in her eyes.

She closes them and her head drops down.   
  


 **CAROL DANVERS**  (CONT'D)  
I'm so sorry.  
  


Carol squeezes his lifeless hand.

Behind her, an outrider managed to insert itself in the opening, its presence betrayed by its own horrid noises.

She raises her head, lifts an arm, and blasts it away.

In her eyes, sadness shifts to...

... Anger.

**Sc. 20 - EXT.  XANDAR CAPITAL CITY - DAY**

Thanos' assault ships wreak havoc on the cityscape.

In the streets, the outriders show unusual restraint and round up any and all Xandarians they can lay their claws on.

They assemble one batch of prisoners, then a few remain to guard it while the rest of the outriders set out for the next city block to assault.

And more prisoners to find.

This creates larger and larger gatherings of mixed-races prisoners throughout the capital city.

The maimed bodies of Xandarians who did not survive the ordeal lay on the ground.

Until at last, on the horizon, a vast fleet of Nova Corps Ships appears.

A massive battle ensues between the two gigantic fleet.

**Sc. 21 - INT.  THANOS WARSHIP "SANCTUARY II" - DAY**

Thanos analyzes the battle, smirks.  
  


 **THANOS**  
The time has come, my children.  
  


The Black Order assemble around him.

**Sc. 22 - EXT.  XANDAR CAPITAL CITY - DAY**

Out of the air battle commotion, NOVA DROPSHIPS emerge and head for the ground.

They land, hundreds of NOVA CORPS SOLDIERS come out and engage the outriders full force.  
  


 **NOVA SOLDIER**  
Secure the headquarters!  
  


Throughout the city, more and more dropships reach the ground, and squad after squad of soldiers pour out to fight the invaders.

**Sc. 23 - EXT.  NOVA CORPS HEADQUARTERS - DAY**

One of the Nova Dropships lands among the chaos in front of the headquarters.

Soldiers come out of it, ready to fight.

The well-trained and armed Nova Corps soldiers quickly gain ground over the savage aliens.

Flares go out inside the headquarters, indicating some form of skirmish. Soldiers go in to assist.

Outside, they form a perimeter around the building...

... a fast-expanding perimeter.

They deal with any trespassing outriders swiftly.

Perimeter secured.

Then Thanos and his lieutenants appear out of the blue, beamed down from his ship. The soldiers turn in unison to face this new threat.

Six against an army.

Thanos grins in anticipation.

Ebony Maw raises his arms.  
  


 **EBONY MAW**  
Hear me and rejoice! You have had the privilege of being saved by --  
  


On a huge hologram screen in front of the headquarters, Nova Prime's face appears. She addresses Thanos in a loud, amplified voice.  
  


 **NOVA PRIME**  
You think you can conquer us so easily, Titan? I think not. Look above.  
  


The Black Order members look to the sky.

The Nova Corps outnumber Thanos' remaining ships greatly.

Thanos shakes his head, disappointed.  
  


 **THANOS**  
You would do well not to resist your destiny, Xandarian.  
  


 **NOVA PRIME**  
It's just a matter of time before our forces reclaim the skies, then the city.  
  


Thanos addresses the Maw.  
  


 **THANOS**  
Bring them to me.  
  


 **EBONY MAW**  
Consider it done.  
  


Ebony Maw strolls toward the building and toward the barrage of soldiers in front. He lifts a hand.  
  


 **EBONY MAW**  (CONT'D)  
Come, see how miserable you are in front of our might.  
  


The Soldiers cock their plasma weapons then shoot at him in unison.

The Maw deflects all the projectiles toward the sky.

Then he raises his other hand and an explosion of dirt, stone and rocks rises from within the ground under the soldiers.

It sends them flying in all directions, some especially far.

He performs lightning-fast gestures with his hands and similar explosions fill the area.

Just like that, in nearly an instant, the whole squad... wiped out.

Ebony Maw levitates in a storm of wind and stone toward the headquarters building.

He enters through a wall, which explodes to let him through.

Moments later, he emerges in a mess of broken windows, the Nova Corps leaders in tow --

Nova Prime, Denarian Dey, and their commanders. All telekinetically subdued.

The Maw tosses them to the ground in front of Thanos, who nods pointedly toward something in the distance.

Ebony Maw nods in response and levitates away.

Thanos addresses Cull Obsidian.  
  


 **THANOS**  
Cull, go take care of the rest of the Nova Corps. Show no mercy.  
  


Cull grunts in approval and jumps several dozen feet in the air toward another spot in the city.

Now that the soldiers are done for, outriders gather around the area, prisoners in tow...

... Prisoners who struggle to get up and stare apprehensively at Thanos.

The titan contemplates the air battle again, then signals to Proxima Midnight.

She reaches for Gloom Trail's head, curious gem in hand.  
  


 **PROXIMA MIDNIGHT**  
Gloom, my boy. Make us proud.  
  


Gloom Trail of the Black Order edges forward...

... Sniffs the gem in Proxima's hand.

Its steps are achingly slow. It walks like a broken animal.

Looks like a frail, weird one too.

And yet...

It raises its head, and lets out an EAR-SHRIEKING HOWL so strong it emanates powerful waves of electromagnetic pulses one after the other in a huge area covering the whole capital city of Xandar.

All in the vicinity cover their ears and scream. All except the Black Order, who witness the scene solemnly.

The effects of Gloom's shriek can be felt for miles and miles.

Windows explode in the city. Buildings catch fire from the sheer power of the electrical impulse.

All the ships battling in the sky, Nova Corps or otherwise, immediately shut down.

Some explode outright.

The rest crash down on the city. All of them. Hundreds if not thousands of ships, mainly Nova Corps but some dark ones in the mix. The atmosphere breaks down most of them before they reach the ground. Those fizzle away.

Only the three warships outside the planet's atmosphere remain unscathed. Thanos' command ships.

The air battle comes to a halt. Smoke and ruin cover the city.

And silence.

Until, in the distance, the echoes of battle, explosions far away, and the cries of soldiers resonate once again.

Gloom Trail, exhausted, goes into a sleeping position typical of dogs. Proxima Midnight pats him on the head.  
  


 **PROXIMA MIDNIGHT**  (CONT'D)  
Well done.  
  


Thanos turns to face Nova Prime, who recovers from the noise and shock still.  
  


 **THANOS**  
I told you it was useless to resist.  
  


 **NOVA PRIME**  
_(shudders)_  
Your own... You even destroyed your own ships.  
  


 **THANOS**  
A price I'm willing to pay. I have more.  
_(he stares down at her)_  
Unlike you.  
  


 **NOVA PRIME**  
More will come.  
  


 **THANOS**  
And I will destroy them too.  
  


Some misbehavers attempt to fight or flee their fate -- immediately dispatched by the Black Order, much to the dismay of Nova Prime.  
  


 **THANOS**  (CONT'D)  
It's over, Xandar. But balance can sometimes be merciful. Half of you will walk away unscathed today... I've had worse odds myself.  
  


The outriders push the prisoners forward --  
  


 **THANOS**  (CONT'D)  
When the Maw returns, there will be judgment.  
  


Then an EXPLOSION breaks up a side of the gathering.

It tears a hole through a pack of outriders on the rim.

In the middle of the hole stands Carol Danvers/CAPTAIN MARVEL, back in costume, who smacks a few more outriders away. They crash into nearby buildings.

Low but swirling flames engulf her closed fists.

Carol's expression matches the flames in her fists -- raging fire.

**Notes for the Chapter:**

> Next week, shit goes down.
> 
> Outriders look like this:
> 
>  
> 
>  
> 
> And finally...
> 
>  
> 
>  
> 
> Feedback is always welcomed!


	6. Anger

**Summary for the Chapter:**

> Carol vs The Black Order

**Notes for the Chapter:**

> Pro Tip: On PC screens, reduce the width of your browser for best results!

**Sc. 14 - EXT.  NOVA CORPS HEADQUARTERS - DAY (CONTINUED)**

Thanos and his lieutenants turn to face this new foe, mildly curious.

Corvus Glaive and Proxima Midnight stride forward toward Carol.

They both wind up their weapons.  
  


 **CAROL DANVERS**  
Who's responsible for this?  
  


Carol grabs an outrider which helplessly flails at her.  
  


 **CAROL DANVERS**  (CONT'D)  
 _(yells)_  
Who gives orders to those things?!  
  


Corvus lifts his lance menacingly.  
  


 **CORVUS GLAIVE**  
You dare to resist the mighty Thanos?  
  


Thanos steps forward, huge double-bladed sword in hand.  
  


 **CAROL DANVERS**  
Thanos -- That you?  
  


 **THANOS**  
Yes. Whoever you are, you've chosen the wrong day to fight. And the wrong opponents.  
  


 **CAROL DANVERS**  
Did I now?  
  


Corvus Glaive throws his lance deceptively fast at Carol. She deflects it with a swing of her arm, sparks flying.

She checks up on her arm -- not a scratch.  
  


 **CAROL DANVERS**  (CONT'D)  
That actually tingled.  
  


Carol throws the outrider she's holding at Corvus. It dives through the air at incredible speed.

Proxima Midnight intervenes and slices the living projectile in half with her own lance!

Displeased with the interference, Carol lifts up her other arm and power blasts Corvus out of sight, successfully this time.

Proxima shoots both a surprised and worried look in the direction of her husband, now far away. Furious, she charges toward Carol in one swift leap, and attempts to pierce her with her lance.

Carol grabs it, forcefully extracts it from her grasp, breaks it in half, and hits her right in the face with it. It breaks a second time on impact.

Proxima Midnight flops to the ground.  
  


 **THANOS**  
Not easily do my children fall. Especially against a human.  
  


Carol turns to face Thanos.   
  


 **CAROL DANVERS**  
I'm not the one who's in the wrong place today.  
  


She raises her glowing fist.  
  


 **CAROL DANVERS**  (CONT'D)  
You are.  
  


 **THANOS**  
That remains to be seen.  
  


Thanos lifts his sword and charges forward.

He opens with a powerful swing of his spinning sword. She dodges, then a second swing comes. She lifts her glowing arms in extremis and blocks the blade.

With both her arms, she grabs the blade then flips in the air, which disarms Thanos in a swift rotating motion --

He immediately uses that opening to elbow her in the sides.

Both the blade and Carol crash in a nearby pile of rocks and concrete.  
  


 **THANOS**  (CONT'D)  
The Xandarians need to be saved... from themselves. From the madness of their own civilization.  
  


He approaches her position, picks up his sword.  
  


 **THANOS**  (CONT'D)  
Today, they have a meeting with fate. Or should I say, me -- And so do you.  
  


She stands up, wipes some dust from herself.  
  


 **CAROL DANVERS**  
I've heard a lot about you. Didn't know about the ego though.  
  


Thanos throws a punch. No reaction from Carol -- she takes it head on. It sends her flying in yet another pile of debris.

She steps out of it, unscathed.

Even Thanos cannot suppress the look of surprise on his face.

Carol cracks her neck.  
  


 **CAROL DANVERS**  (CONT'D)  
Not bad. That was a mean punch.  
  


Out of seemingly nowhere, a roaring Cull Obsidian engages Carol and swings down his over-sized cleaver as he falls over her.

She awkwardly blocks the strike yet still falls down a dozen feet away.

Proxima Midnight comes to her senses nearby and lumbers up.

She nods at the outriders.

As if of one mind, all of them jump on Carol simultaneously.

A flash of light! -- a huge EXPLOSION later and a sea of ash as well as the occasional toasted parts of flesh are all that remain of them.  
  


 **CAROL DANVERS**  (CONT'D)  
Enough!  
  


At the source of the explosion stands Carol.

Her whole body, hair, and eyes glow fiercely in golden light.

A split second later, she flies at incredible speed across the area, toward Proxima Midnight, and knees her right in the stomach.

It sends the Black Order member flying. Proxima reunites with a passed-out Corvus in a ravaged field far away.

Cull Obsidian sees that, roars once more and strikes Carol with another powerful swing of his cleaver. The kind of swing that could cleave through a ship!

She lifts one arm and the axe might as well have struck an impenetrable object. It explodes from impact, so strong is the resistance.

She flies over him, grabs him by the neck, and squeezes it. Cull Obsidian passes out.

She turns toward Thanos.  
  


 **CAROL DANVERS**  (CONT'D)  
I lost a friend today. Someone I saved from the Marek massacre... One of your ships fell on him. Gone, just like that.  
  


She lets loose an energy blast from one hand in his direction.

Taken by surprise, the Titan raises his spinning sword which helps absorb the impact.

He still recoils noticeably.  
  


 **CAROL DANVERS**  (CONT'D)  
Enough bloodshed.  
  


She keeps on pushing.

The beam presses on Thanos' swinging sword hard.

It gains ground. He steps back further and further.

Eventually, a portion of the beam passes through the blade wall. The energy propels him behind.

Thanos lies on the ground, his sword in the vicinity.   
  


 **CAROL DANVERS**  (CONT'D)  
How about that?  
  


 

 

**Notes for the Chapter:**

> Next up -- Climax. Does Thanos have a few more tricks up his sleeve?
> 
> Please consider voting for this story if you've enjoyed it!


	7. Power

**Notes for the Chapter:**

> Pro Tip: On PC screens, reduce the width of your browser for best results!

**Sc. 15 - EXT.  NOVA CORPS HEADQUARTERS - DAY (CONTINUED)**

Hopeful Nova Corps prisoners observe the scene with great interest on the side of the skirmish.

Denarian Dey performs some air brawling like he's fighting.  
  


 **DENARIAN DEY**  
Yeah, like that! Boom!  
  


Then BAM -- the ground explodes under Carol in a mix of dirt, stone, debris, and concrete.

Unscathed, she looks around to find this new threat, when a WHOLE SHIP glides through the air in her direction.

She takes it head on and it smashes on the ground around her, which makes a whole mess out of the area.

Out of the wreckage, she emerges again, flies up in the air.

Finally, Carol notices Ebony Maw. He levitates not far from Thanos, eyebrows raised in surprise.  
  


 **EBONY MAW**  
So you are the weapon we've heard so much about.  
  


 **CAROL DANVERS**  
Weapon?  
  


He lifts a hand, aims at Carol, then closes it.

Then he moves his hand toward the side in a swift motion.

Carol gasps in surprise and instantly gets thrown to her left! She flops to the ground.

She gets up, and the Maw performs the same maneuver.

This time, Carol plants herself like a tree, and resists his telekinetic strength, defiance in her eyes.

He sneers at her then performs a cutting-down motion slice and the ground explodes following a straight line.

When it reaches Carol, again she withstands it without so much of a flinch.

He attempts to move her with telekinesis again -- no effect.

Thanos lumbers up.  
  


 **CAROL DANVERS**  (CONT'D)  
Is that it?  
 _(chuckles)_  
With an ego this big, it probably never occurred to you that someone could stand up to you one day, and win.  
  


Thanos ignores her, speaks to the Maw.  
  


 **THANOS**  
I take it you've accomplished your mission.  
  


 **EBONY MAW**  
Of course, as always.  
  


Thanos lets out a proud smile. He addresses Carol.  
  


 **THANOS**  
I've heard tales of a weapon infused with the power of an infinity stone. A weapon Ronan had much interest in. He said it took the form of a human who could destroy war ships in mere seconds.  
  


 **CAROL DANVERS**  
I'm not a weapon. I'm just a woman who went through lots of shit. The Kree thought they could control me. They thought wrong.  
  


Thanos sizes Carol up.  
  


 **THANOS**  
That certainly was an impressive display, woman. Mighty impressive.  
 _(signals to the Maw)_  
But I wonder --  
  


Ebony Maw opens a small crest, which reveals the POWER STONE. He telekinetically sends it to Thanos.

The Mad Titan extends his hand, grabs the stone, and inserts it into the gauntlet. Immediately, purple power lines flow from the stone into the gauntlet, and into him, and his eyes turn a bright purple as well.

Purple clouds surround him.

Power, power everywhere in the vicinity.  
  


 **THANOS**  (CONT'D)  
What happens when the stone fights one of its own?  
  


Thanos orients his gauntlet toward Carol and releases a purple blast from the Power Stone in her direction.

The blast travels at incredible speed! She barely has time to lift a hand when the blast hits her.

She attempts to block but instead crashes into a building behind her.

Thanos notices Gloom Trail, the half-dog half-bird hybrid unconscious nearby, from all the commotion.  
  


 **THANOS**  (CONT'D)  
(to Ebony Maw)  
Gloom.  
  


The Maw nods and looks above.

A blue beam pierces the sky and lands on Gloom Trail.

The beam brings it back safely to the warship on the right of the SANCTUARY II.

Back on the ground, Carol comes out of the debris, visibly shaken from the blast.

Thanos once again takes aim at her.

A second purple stone blast comes out. Big, and swirling.

This time, she raises both of her hands together and releases a blast of her own.

Both energy beams merge together in an EPIC CLASH which sends everyone nearby flying away.

Ebony Maw stabilizes in the air nearly instantly.

He extends his hand and sends a huge pile of rocks toward Carol.

She blows it up with one hand -- but loses her balance a bit.

Ebony Maw lifts both his hands, and a constant stream of rocks, debris, and stone converges from everywhere around him onto Carol's position -- at great speed.

Veins due to the exceptional exertion pop up on his face.

Carol struggles. She fights on two fronts. The Maw's stream of debris on one side, the Power Stone blast on the other.  
  


 **CAROL DANVERS**  
Thanos! You're not killing any more people today... I swear!  
  


She pushes with everything she's got.

Then she brings her arms together, ignores the Maw's stream of objects which crashes into her, and attempts to fly through the blast.

Toward Thanos... Who simply focuses, quite calm.

The Power Stone in his gauntlet achieves maximum brightness.

An even bigger discharge travels from the gauntlet toward Carol.

The clash between that discharge and Carol BLOWS UP in a purple, blue, and yellow blast.

It fills the area.

Then silence.

On one side, Thanos lies on the ground. The explosion pushed him so far, he nearly reached the Nova Corps leaders' position, who meanwhile found some cover.

On the other size sprawls Carol, unconscious.

The Mad Titan makes it on his feet first, stern.

He turns to face the surviving Nova Corps personnel, back against the wall, frightened.  
  


 **THANOS**  
Fate, it seems, saved you on this day.  
  


He shoots a pensive look at Carol Danvers, who's coming to her senses.  
  


 **THANOS**  (CONT'D)  
If we fight here, there will be nothing left of this planet. Perhaps even of us.  
  


He glares at the first of six stones in his gauntlet.  
  


 **THANOS**  (CONT'D)  
A risk I'm not willing to take.  
  


Then finally, he strolls toward Ebony Maw and Cull Obsidian, both getting their bearings.  
  


 **THANOS**  (CONT'D)  
We're done here.  
  


He raises his gauntlet and the three of them get beamed back up into the SANCTUARY II.

Moments later, a beam also picks up Proxima Midnight and Corvus Glaive, a mile away.

A weak wind carries over some debris around the ruined place.

The structure of a nearby crumbling building finally gives up, and smashes on the ground.

Carol Danvers fully wakes up.

The Nova Corps commanders approach her.   
  


 **NOVA PRIME**  
They're gone.  
 _(chuckles, smiling)_  
You did it.  
  


Carol gets her bearings, then looks up.  
  


 **CAROL DANVERS**  
I'm not done yet.  
  


She lights up again and blasts off toward the ships above.  
  


**Sc. 26 - EXT.  XANDAR ATMOSPHERE - DAY**

Carol, like a missile, heads for Thanos' ships.

She reaches them in no time.

Against the black backdrop of space, she glows like the nearby sun.

Thanos glares at her through the main aperture of the SANCTUARY II, flanked by his lieutenants.

He smirks, and the ship vanishes from the premises.  
  


 **CAROL DANVERS**  
No!  
  


She rushes toward one of the two remaining, smaller ships. The one on the right.

She dives through it like knife through butter. Explosions follow her destructive passage. The ship shuts down.

The other ship, though, vanishes from sight shortly after.

Eventually, the ruined ship left behind fully explodes from the damage.

Only dust and debris remain, which fall gently toward the planet's surface.

Now alone in space, Carol hits the side of her thigh in frustration.  
  


**Notes for the Chapter:**

> Next up, the last chapter -- the aftermath to all this.
> 
> Please consider pushing the Kudos button if you enjoy the story so far :)


	8. Epilogue

**Sc. 27 - EXT.  NOVA CORPS HEADQUARTERS - DAY**

Down on the surface and outside the now-ruined headquarters, the Nova Corps leaders observe the destruction around them, flabbergasted.  
  


 **DENARIAN DEY**  
Come in Centurions.  
 _(a beat)_  
Come in Centurions, this is Denarian Dey.  
  


Silence from the device.  
  


 **DENARIAN DEY**  (CONT'D)  
 _(sighs)_  
Anybody?  
  


Nova Prime approaches him.  
  


 **NOVA PRIME**  
To think we would be saved twice by complete strangers to us.  
  


Carol flies down from above, lands in their vicinity.  
  


 **CAROL DANVERS**  
That son of a bitch! He won't get away with it.  
  


 **NOVA PRIME**  
What happened up there?  
  


She hunkers down against a rock, drained.  
  


 **CAROL DANVERS**  
He left...  
  


 **NOVA PRIME**  
Did you know he was coming?  
  


Carol shakes her head.  
  


 **CAROL DANVERS**  
My friend wouldn't be dead if I did.  
  


 **NOVA PRIME**  
You saved billions. The Nova Corps owes you an unpayable debt.  
  


Carol lets out a faint smile.  
  


 **DENARIAN DEY**  
Come to think of it, this might be the first time in history that Thanos doesn't successfully invade a planet.  
  


They all contemplate the silence and desolation around them.  
  


 **DENARIAN DEY**  (CONT'D)  
So you're from Earth too, huh? Like Quill. Maybe I should go there one day. Family vacation.  
  


He takes out a small portable device.  
  


 **DENARIAN DEY**  (CONT'D)  
What's your name anyway? Need to update the files, you know.  
  


 **CAROL DANVERS**  
Carol. Or you can call me Captain Marvel.  
  


He taps his electronic gadget a few times then smirks.  
  


 **DENARIAN DEY**  
Captain, huh? I'm gonna put you in the system as a... "friendly"?  
 _(to Nova Prime)_  
We really need more categories.  
  


He inputs a few more commands in the device.  
  


 **DENARIAN DEY**  (CONT'D)  
And who would you say you work for?  
  


She ponders over this question, then smiles back at him.  
  


 **CAROL DANVERS**  
Everyone.  
  


Carol lights up and looks to take off, but stops and turns instead.  
  


 **CAROL DANVERS**  (CONT'D)  
Wait, there is something you could help me with.  
  


 **NOVA PRIME**  
Anything.  
  


 **CAROL DANVERS**  
I have sad news to deliver to someone. She left your planet last year. Her name's Sheena. Aakon female, mid 20's. I need to know where she went.  
  


 **DENARIAN DEY**  
Are you leaving? How are we supposed to inform you?  
  


 **CAROL DANVERS**  
I'll be back soon.  
  


Denarian Dey lets out a corner smile.  
  


 **DENARIAN DEY**  
Aye, Captain.  
  


Carol nods to them.

Then she blasts off.

Nova Prime shoots Denarian Dey a surprised look.  
  


 **DENARIAN DEY**  (CONT'D)  
I mean -- Hey, for the record, I still favor Quill's dance-off. Slightly.  
  


**Sc. 28 - EXT.  SPACE/TITAN**

The SANCTUARY II appears not far from the ruined planet Titan.

Another ship comes in a few seconds later.   
  


**Sc. 29 - EXT.  THANOS WARSHIP "SANCTUARY II" - NIGHT**

From the main aperture, Thanos and the Black Order members mull over the absence of the third ship.

Corvus Glaive and Proxima Midnight recover on the ground.  
  


 **CORVUS GLAIVE**  
Where is it?  
  


Ebony Maw checks something in the ship controls.  
  


 **EBONY MAW**  
It was destroyed.  
 _(checks again)_  
With one life signature on board.  
  


 **PROXIMA MIDNIGHT**  
Gloom Trail.  
  


Proxima shoots an accusing look at Ebony Maw.  
  


 **PROXIMA MIDNIGHT**  (CONT'D)  
You beamed him into the wrong ship.  
  


Ebony Maw stares at her, unconcerned.

Thanos sits down, wearied.   
  


 **THANOS**  
One way or the other, his end was near. We will remember his final moments.  
  


Thanos inspects his gauntlet, now with a purple stone encased inside.  
  


 **THANOS**  (CONT'D)  
I've underestimated an Earthling for the last time.  
  


 **PROXIMA MIDNIGHT**  
Father, have you considered going back and erasing this threat for good?  
  


 **THANOS**  
Once I have all the stones, none of this will matter anymore. She won't find us in time.  
 _(to Ebony Maw)_  
Have your tests returned the results we seek?  
  


 **EBONY MAW**  
Yes, oh mighty Thanos. Now we have all the stones' locations. Shall we proceed to the closest one?  
  


Thanos stands up, looks in the distance.

The emptiness of space.

Then he grins.  
  


 

 

**Notes for the Chapter:**

> So that's the end of this stand-alone story! Next up is a little movie called Avengers: Infinity War, in case you want to know what happens after this ;)
> 
> What did you think of this re-imagining of what happened on Xandar? 
> 
> Thanks for sticking around and reading this story, and as always, votes and comments are always welcomed! 
> 
> Excelsior!


End file.
